Austin Powers is a Britishsecret agent, an "international man of mystery." He works as a fashion photographer by day and a British Intelligence agent by night, and always becomes extremely excited when an attractive woman is working with him or is simply nearby. He is the main protagonist of the series.

In all three films, Austin learns of a new plot by Dr. Evil and intervenes to prevent it. His quests to prevent Dr. Evil from carrying out his schemes often involve his meeting various types of people, getting into fights, and getting caught up in wacky situations. He has a new young and sexy female ally in every film (not counting Marie Kensington).

Douglas Powers, better known as Dr. Evil, is the incredibly dimwitted nemesis of Austin Powers, and the main antagonist of the series. He is the leader of an evil organization, Virtucon, with many henchmen as his allies. He concocts ridiculous schemes in every film, with Austin attempting to stop him from his doings. However, he never wins, often because his plans are always ridiculously overcomplicated; he is far too stupid to realize how much easier they can be. Other times, it is because something happens that interferes.

He resembles Alec Trevalyan/Agent 006 in some ways, as Dr. Evil and Austin Powers were raised as brothers (before the car explosion), much like James Bond and Alec Trevelyan, who were raised at the same orphanage before being recruited by MI6. Also, Dr. Evil and Austin Powers attended the same spy academy together.

Dr. Evil's schemes often include his attempts to take over the world. They sometimes involve threatening to destroy or hurt something in exchange for money; one notable example is when he presented his giant laser to the president of the United States and said he would destroy Washington D.C. and possibly other major cities unless he was paid one hundred billion dollars. Aside from his schemes, Dr. Evil and his son Scott talk to each other, but he is a completely awful father, and Scott is often shown to be far more intelligent than his father.

Basil Exposition works for British Intelligence as Austin's controller. A happy-go-lucky man, he is very fond of Austin, saying he is "irresistible to women, deadly to his enemies and a legend in his own time."[2] He and Austin both went to the British Intelligence Academy together at the same time, presumably how they met. Basil often provides Austin with gadgets to help him complete his missions, and he is often seen wearing a carnation, even during his and Austin's time at the academy.[3]

Basil is a parody of the M character in the James Bond franchise. Moreover since, in storytelling, "exposition" is the revealing of background information required to understand the current action, Basil's surname is a joke on his principal function in the films: to provide Austin and the audience with the necessary exposition.[3]

Vanessa Kensington is Austin's partner in Austin Powers: International Man of Mystery, and the daughter of Austin's original partner, Marie. A beautiful, determined, intelligent young woman, Austin is heavily attracted to her, and often goes to great lengths to try to get her to sleep with him. She is disgusted by his attempts for much of the film, and continuously resists his temptations, but later grows more attracted to him. At the end of the film, she and Austin marry, and are last seen while on their honeymoon (see Austin Powers: International Man of Mystery).

Felicity Shagwell is a CIA agent who is partnered with Austin Powers[4] when it is discovered that Vanessa is a Fembot and to help Austin get his mojo back. Like Vanessa, she is very beautiful physically, which Austin simply cannot resist being attracted to. However, she is much more attracted to him than Vanessa initially was, and they fall in love with one another. (See Austin Powers: The Spy Who Shagged Me).

Felicity is notable for having slept with Fat Bastard in the line of duty to place a tracking device on him, which at first Austin is unhappy with.[5] However, he eventually forgives her, and they work together to defeat Dr. Evil. She was originally intended to appear in the third film, in a scene that explained what happened to her character, but the scene was cut from the final release.[6]

Foxxy Cleopatra is Austin's groovy musician sidekick and former lover in Austin Powers in Goldmember. She is from the 1970s, dressing in clothing fashionable at the time and sporting a very large afro. She uses the word "sugar" often, pronouncing it as "sugah" (e.g. "You're under arrest, sugah!"). She and Austin are reunited after eight years when Austin travels back to the 1970s, and they work together to stop Dr. Evil and Goldmember (see Austin Powers in Goldmember).[8]

Mrs. Marie Kensington is Austin's original sidekick back in the 1960s, and Vanessa's mother. She had originally tried to help Austin defeat Dr. Evil until he escaped, but the duo unfortunately failed. Having retired years after, her daughter works alongside Austin after he is unfrozen many years later,[10] and she makes a brief appearance while on the phone with her daughter. Like Miss Moneypenny, she vaguely admits to having an attraction to Austin despite being married, but never follows through with it. She does not appear again in the series.

Number 3 is a very young agent and mole who works undercover for British Intelligence. He is assigned by his employers to become the assistant of Number 2, Dr. Evil's right-hand man. He manages to successfully get Mini-Me to change sides when Scott Evil takes his place next to Dr. Evil. (See Austin Powers in Goldmember)

Despite his talents at his job, he has an enormous black mole on his face that neither Austin nor Dr. Evil can resist pointing out whenever they see him, making him a source of comedy in the film. Coincidentally, he works as a mole and has a mole on his face, which he is painfully aware of.

Nigel Powers is a Master Spy and Austin and Dr. Evil's father. When he took his family on a vacation and stopped to find a restroom, their car exploded, and Nigel returns to see that his wife is dead and that Austin survived, but is very frightened. He assumes "Dougie (Dr. Evil's actual first name is Douglas)" is dead (who is actually living inside his mother's carcass), and continues to raise Austin. (See Nigel Powers).

He and his son are very much alike — they both enjoy a jetsetting, playboy lifestyle, and both are incomparable ladies' men. Their relationship is nevertheless strained, as Nigel was absent for much of Austin's childhood, and seems uninterested in having anything more than a casual friendship with his son. During Austin's knighthood, Nigel did not show up to be there for him, and Austin is later seen singing "Daddy Wasn't There" with his band, Ming Tea. He later reveals that he feels neglected by Nigel, who often gives him minimal respect. However, they manage to make up by the end of the film (see Austin Powers in Goldmember).

Nigel is also extremely prejudiced against Dutch people, but hypocritically claims that he doesn't tolerate anyone who cannot stand the cultures of other people.

Commander Gilmour is a commander who works for U.S. Strategic Command[11] He is the one who is first notified of Dr. Evil's ship that "appears to be in the shape of a Big Boy" by Johnson Ritter, and makes sure to tell him to forget about what he saw.[11] He travels to London, where he meets Austin after his unfreezing, and makes sure someone calls the president about what was seen.[11] There, he briefs Austin on his mission.[11] He also appears at the side of the president in the second film, and prevents the president from pressing the doomsday button in an attempt to destroy the moon.

General Nicolai Borschevsky is a Russian Intelligence officer. He is alongside Commander Gilmour when Austin is first briefed about his mission.[11] Austin at first thinks he is mad for working with Russian intelligence, not knowing the Cold War had ended. Borschevsky only has one line in the film, and does not immediately know who Austin Powers is; he wonders if Powers worked for British Intelligence.[11] Basil replied that he worked freelance. He does not appear again in the film.

Frau Farbissina is Dr. Evil's attack and defense specialist and Scott's mother. She has a heavy Germanaccent, and has several catchphrases that are always shouted by her, and emphasis is often put on the last syllable.

Mini-Me is a miniature clone that was made of Dr. Evil before he was sent back in time. He is completely identical to Dr. Evil except he is "one-eighth in size." Mini-Me cannot talk, and often expresses himself with writing. However, he is never afraid to use his middle finger as an insult whenever necessary (See Mini-Me).

Dr. Evil babies Mini-Me, treating him both like a child and a pet. He carries him in a baby carrier strapped to his body at one point, and even has him on a leash later. Mini-Me also enjoys making Scott Evil's life miserable, which makes Dr. Evil have to restrain him.

Although he is incredibly small, he is a very strong fighter. Over time, Dr. Evil begins to neglect him as Scott becomes increasingly evil, and Number 3 eventually manages to successfully convince him to defect to Austin's side (see Austin Powers in Goldmember).

Number 2 is Dr. Evil's second in command who wears an eyepatch.[11] He and Dr. Evil have known each other for many years, having attended school together. He, however, never liked his boss, constantly being "second best" behind him, and is actually a much better leader than him, always trying to stick to business. Dr. Evil, however, is far too stupid to realize this.

Scott Evil is Frau and Dr. Evil's grungy teenage son.[11] Perturbed by the fact that his father was absent for so long, and suddenly decided to show up, Scott constantly refuses Dr. Evil's pleas to bond with him.[11] He is also shown to be far more intelligent than his father, and is almost always able to find an easier way to carry out his father's plans, which often prompts Dr. Evil to argue with him.

Scott becomes increasingly evil in the third film, and eventually replaces Mini-Me. Mini-Me eventually feels rejected by Dr. Evil and defects to Austin's side. At the end of Goldmember, Scott swears revenge on Austin and his father, and has taken over his father's criminal empire (see Austin Powers in Goldmember).

Scott is also Nigel Powers' grandson and Austin Powers' nephew biologically. Since Mini-Me is a clone of Dr. Evil, that would also make him Scott's father or uncle.

Fat Bastard is a Scottish henchman working for Dr. Evil. He is incredibly foul-mouthed,[5] and morbidly obese, weighing "a metric ton"; however, he thinks of himself as sexy, which he is heard calling himself, and believes that women find him irresistible.

In the second movie, he infiltrates the British Intelligence as a Scottish piper and steals Austin's mojo, which is later taken back by his enemies. Later, Felicity Shagwell sleeps with him in the line of duty to place a tracking device on him. (See Austin Powers: The Spy Who Shagged Me).

In the third movie, he is shown to have left Dr. Evil's employment, and has become a professional sumo wrestler in Japan. However, he is still doing strange jobs for Dr. Evil. At the end of the film, he is shown to have lost a lot of weight, but has a very large amount of excess skin.

Johann van der Smut, aka "Goldmember" is the main antagonist of Austin Powers in Goldmember. He is a rather peculiar and repulsive Dutch man, who wears a completely golden outfit and is the owner of a roller disco club. He teams up with Dr. Evil to kill Austin Powers and to take over the world, but is defeated and arrested by Foxxy Cleopatra.

Having lost his genitals in a smelting accident, he replaces them with a golden key that activates the "Preparation H" tractor beam. His other peculiarity disgusts both Dr. Evil and Austin alike; he has a habit of peeling off his own skin and then immediately eating it (see Goldmember and Austin Powers in Goldmember), hence small portions of his skin are seen missing from his body.

Alotta Fagina is Number 2's girlfriend and secretary.[11] Her name is a parody of Pussy Galore. Number 2 first introduces Austin to her while they are in the casino, and Austin, as with almost every other female character he encounters, is attracted to her. Later, while Austin and Alotta were in her jacuzzi she successfully manages to seduce and have sex with him, in order to figure out his true identity, while distracting Austin (which Austin stated was Richie Cunningham during the blackjack game).[11] She is seen in Dr. Evil's lair, where she threatens to kill Vanessa Kensington, but is instead judo chopped by her. It remains unknown whether or not Alotta survived the self-destruction of the lair.[11]

In cable rebroadcasts, her name is sometimes censored to "Alotta Cleavaga".

Mustafa is one of Dr. Evil's henchmen; he is an Arab who wears a red fez.[1] His life is spared by Dr. Evil at the start of the first film, but a second mistake also puts his life on the line.[1] While he feels pain like everyone else, he is near-impossible to kill. In the first film, he made a mistake during the unfreezing process and caused Mr. Bigglesworth to lose all of his hair, thereby angering Dr. Evil and prompting his attempt to burn Mustafa alive; however, the flames do not take his life. Dr. Evil even commands his guards to shoot him, which Mustafa also survives. In the second movie, Austin and Felicity try to interrogate him in 1969 — aided by the fact that he cannot stand being asked the same question three times in a row — but Mini-Me shoots him in the neck with a blow dart, sending him over the edge of a cliff. The closing credits reveal he has survived this as well but his legs are broken.

Mr. Bigglesworth is Dr. Evil's pet Persian cat, whom Evil ensures is happy at all times. Mustafa, one of Dr. Evil's henchmen, made a mistake during the unfreezing process, which caused Mr. Bigglesworth to lose all of his hair; he is bald for the rest of the film. Mini-Me has a tiny version of him called "Mini Mr. Bigglesworth" in Austin Powers: The Spy Who Shagged Me. The cat also appears as a kitten in flashbacks in the third film.

Paddy O'Brien is an Irish henchman and assassin hired by Dr. Evil to kill Austin Powers. After he kills a victim, he leaves a charm from his charm bracelet behind with the body, and calls these pieces his "lucky charms", which he claims Scotland Yard is after.[11] Frau laughs at this, and explains how the term is a reference to the famous brand of cereal.[11]

He is present during one of the most famous scenes of the first Austin Powers movie. When Austin is sitting on a toilet in a stall at the casino restroom, he appears out of a vent above Austin and sneakily tries to strangle him with his charm bracelet.[11] Austin traps him in-between his legs and asks him, "Do you work for Number 2?" ("Who does Number 2 work for?" in later pressings of the film) The man in the adjacent stall (who thinks Austin is having trouble defecating), says, "You show that turd who's boss!"[11] O'Brien is killed in the situation, having been drowned in the toilet, and his charms are later seen on the restroom floor.[11]

Robin Swallows (née Spitz) is an employee of Dr. Evil, who encounters Austin in his apartment in 1969 with a bunch of other girls. First, she tries to flirt with Austin as a beautiful girl, Felicity arrives and tells Austin that Robin works for Dr. Evil but Austin doesn't believe her. Austin only starts to believe Felicity when Robin winks at the ceiling and when Austin also looks, he sees a man holding a knife and realizes Felicity is right, Austin then uses Robin to block the knife from him. After her death, Dr. Evil reveals she is an assassin. However, like Mustafa, she is shown to be incredibly difficult to kill; she is stabbed in the back, shot with an MP40, blasted with a bazooka, and falls out a window and over the edge of a building landing on her face, all of which fail to kill her.

Ivana Humpalot is a stereotypical Russian woman who is participating in the photo shoot Austin is taking pictures at in the beginning of the second film. After the shoot, she and Austin play an erotic game of chess. She was actually sent by Dr. Evil to kill Austin, but fails to do so when she falls for him and claims he is too sexy and ends up having sex with him, although it does not last long as Austin loses his mojo while they do before she can reach orgasm.

Jurgen, Generallisimo, Don Luigi, and Rita are four of Dr. Evil's henchmen who appear at the very beginning of the first film, along with Frau Farbissina and Mustafa. Because they all failed to kill Austin Powers, Dr. Evil presses the button on his table that causes their chairs to flip back and send them into a pit of fire, incinerating all four of them, while sparing the lives of Frau and Mustafa.[11]

The Fembots are extremely seductive female robots with breast cannons. Frau Farbissina uses them to seduce Austin, with intentions of killing him. Her plan almost works, but Austin does an exaggerated striptease in response, which drives them beyond their sex limit and causes their heads to explode.

Vanessa Kensington is revealed to be a Fembot in the beginning of Austin Powers: The Spy Who Shagged Me. A Fembot version of Britney Spears also makes an appearance in Goldmember, before being destroyed by Austin.

The President is the unnamed president of the United States. (In 1969, the real president would be Richard Nixon.) In Austin Powers: The Spy Who Shagged Me, Dr. Evil communicates with him via closed circuit TV.[5] Evil plays him a scene from the film Independence Day to show what his laser can do if the President does not hand over one hundred billion dollars. The demand makes the President and his advisors laugh, as they do not believe that much money even exists.[5] Dr. Evil continues to demand that the President show him the money, but the President continues to plead that they do not have it.[5] The President does not appear again in Goldmember.

Johnson Ritter is a radar operator who often says a line that leads up to something funny. In the first movie, he is the one who spotted Dr. Evil's ship and informed Commander Gilmour about it.[11] In the third movie, he sees a similar thing; he is about to quote that it looks like a pair of breasts, but is interrupted by a vendor who shouts "melons" to advertise the melons she has for sale (a play on the slang term for breasts). He appears in all of the movies but only has a few lines in each of them, and what appears on his radar screen is always shown completely clearly.

General Hawk is an advisor to the president. He is notable for asking the president if he was suggesting that they blow up the moon, with the president replying to him and the other generals in the room, "Would you miss it?"

General Hawk is the second character in the series who is portrayed by Charles Napier; the other one is Commander Gilmour.

General Clark is another general. In the third film, he is talking to Johnson about a satellite that appears out of orbit. Johnson is about to say it looks like something, but is interrupted by a repeated joke from the second film, this time with breasts rather than a penis and testicles. This part of the movie features a cameo by Ozzy Osbourne, who claims that it looks like a pair of boobs and points out that the joke was used in the previous film.

Mr. Roboto is a Japanese businessman, owner of Roboto Industries. He helps Dr. Evil and Goldmember work on their tractor beam.

Earlier in the film, he is seen making an exchange with Fat Bastard, who later tells Austin and Foxxy what he is working on with Dr. Evil and Goldmember. Later, the duo confronts him, and he claims he has no idea what they are talking about, which does not convince them. Later in the film, when the tractor beam is complete, Mr. Roboto asks Dr. Evil for a raise in his paycheck via Japanese custom, but he is instead eaten by sharks without being paid at all.

He speaks partially in Japanese with English subtitles, but his office, which mostly contains white furniture washes out part of the meaning of the subtitles. Austin is offended at the suggestion he might have said "Please eat some shit," and "I have a huge rod" when he actually said "Please eat some shitake mushrooms," and "I have a huge rodent problem." Austin contradicts his earlier confusion by speaking a phrase of his own in Japanese: "I DO have a huge rod...I wish."

Gillian Shagwell, Manny Stixsman, Sid Belvedere, and Trevor Aigberth compose Ming Tea, Austin's band. In Austin Powers in Goldmember, Austin sings with his band the song "Daddy Wasn't There" (as shown in the respective music video, interspersed with other clips from the film) at his pad after Austin's disappointing knighting, in which his father did not show up for him.

Cindy Fook "Mi" and Sally Fook "Yu" are teenage Japanesetwins (despite their more stereotypically Chinese name; it may be assumed that they have Chinese ancestry). The two of them speak with and flirt with Austin at the beginning of the film while they are at his party, which involves Fook Mi's asking for Austin's autograph and Austin's replying with such statements as, "Do you kiss your mother with that mouth?" and with admonitions to watch her language (of course not immediately noticing that is her name). Fook Yu is introduced to Austin by her sister after a moment or two. A deleted scene of the film actually reveals that their true names are Cindy and Sally, and that they only use Mi and Yu because of the wordplay with their names.

Dixie Normous is a woman whom Austin meets at the beginning of the third film, while he is at the party. A movie titled Austinpussy was in production, and she is the lead role in it, alongside Tom Cruise, who is playing Austin. She flirts with Austin for a short time.

The Texan is an unnamed man wearing a cowboy hat who is seen in the first film talking to Austin in the casino restroom. He is in the stall next to the one Austin goes in, and contributes to one of the most famous scenes of the film.

Patty O'Brien pops out of a vent above Austin in an attempt to strangle him with his charm bracelet.[11] Austin and O'Brien struggle inside the stall, making many strange noises. The Texan can hear every noise, but can only see Austin's feet moving frantically, making him think Austin is having trouble on the toilet.[11] He continuously provides Austin with advice and other helpful hints. At some point, Austin manages to get O'Brien trapped in-between his legs and hold him above the toilet bowl, asking him, "Do you work for Number 2?" ("Who does Number 2 work for?" in later pressings of the film). The Texan, confused by this, tells him to "show that turd who's boss."[11] When he exits the stall, the Texan sees O'Brien's dead body and asks, "Jesus Christ boy! What did you eat?!"[11]

Una Brau is Frau Farbissina's love interest in the second film. She and Frau met on the LPGA tour and fell in love. She does not speak, and has a unibrow, hence her name. In the film's credits, she is credited as Unibrow but it is pronounced as Una Brau in the film's dialogue. Later in the film, when Dr. Evil and Past Frau have sex, she comments that she'll never love another man. Clearly remembering Una Brau, he responds "Yes, that's true".

Mrs. Exposition is Basil's extremely frail and elderly British mother of 92 years.[15] In the first movie, she makes a brief appearance when she comes in from Tunbridge Wells in Kent, where Basil introduces Austin to her.[15] Austin, however, thinks she is a man in disguise (referencing an earlier scene), punching her in the face.[15]